Paw Problems
by TheLastPilot
Summary: In a fun twist on the Animan episode story line, Cat Noir and Ladybug will have to recruit help from familiar places to finally catch up to this new and dangerous Akuma. However will they manage to get their friends back on two feet, or will their classmates have to get used to paws, claws and talons?
1. Chapter 1

The zoo in Paris had hardly seen better weather, the sun shining and the breeze comfortable to both the animals and their visitors. The district was likely patting themselves on the back for their rather unoriginal yet well received field trip idea for their freshman class. Old enough to let them go without a chaperone, and young enough not to mind wasting a school day roaming the cages.

Ms. Bustier had barely finished reminding everyone to meet by the front gates at noon for lunch when they all split up into their groups, wandering off and leaving any school staff left in sight far behind. Nathanael slipped away quietly without anyone noticing, Alix resting her hands behind her head and strutting off with a nature that proclaimed her to be too aloof to care much about anything one way or the other. The rest paired off with their usual counterparts, Nino gravitating towards Adrien, Alya and Marinette close by, Kim and Max making a b-line for the more interesting creatures while Sabrina and Chloe went one way and Mylene and Ivan went another.

"Are we really going to be here the whole day?" Alya was saying, the boys approaching and joining the conversation while it was still new. "I mean it's already ten but the zoo isn't all that big and the only new thing is the panthers. We'll be done way before the four hours is up."

"Better than spending it in school," Marinette said with a shrug, looking up with slightly wider eyes when the boys joined.

"Couldn't agree more," Adrien announced with enthusiasm, looking around him as if to thank the day for being so nice.

"You look jazzed," Nino commented with a chuckle, "how long has your dad had you locked up?"

Adrien groaned, and the group smothered a laugh. "It's been nothing but shoots for days now, trust me I really needed this. No work, just walking around in the sunshine."

"Welp, I know I'd definitely take this over sitting in a desk any day so it's cool with me," Nino said mid-stretch, looking fairly pleased himself. Everyone looked pretty comfortable, the girls wearing shorts and breezy shirts, Nino with an uncharacteristic tank top and cargo short combo and Adrien shedding his usual white over shirt, just looking happy to wear something he had picked out himself.

Adrien took a deep breath as the others chatted idly, trailing behind them as they picked a random direction and started to head further inside. It was such a relief, this trip. Finally something relaxing… his father had been wearing him thin, even more so than usual. It had been a long time since he had the opportunity to just go out with his friends even if this was still a school trip. Ahead of him Alya scoffed, rolling her eyes while Marinette and Nino laughed at something he hadn't heard, and he smiled. It was such a good natural feeling, the joy of people. He had for so long only understood loneliness. Now he understood togetherness as well…

And it felt good.

"Bro," Nino got his attention, halting his movement for a second to fall in step with him. "Back me up. Observatories are lame, zoos are awesome. Yes?"

"They aren't lame!" Marinette said indignantly, crossing her arms and pouting a little when Alya laughed this time. "And I never said anything against zoos. One doesn't have to be lame for the other to be cool."

"I think both are great," Adrien said neutrally, Nino scowling while Marinette grinned happily. He watched the two of them get in an fight over what sort of field trips were superior and he chuckled to himself as they got into it. The four of them made it to the first exhibit by the time Nino had made the argument that astronomy trips were inherently more education, and thus inferior, to which Marinette countered that education didn't mean _bad_.

"It just means boring," Nino said with a roll of the eyes, waltzing lazily up to the first cage to read the sign. "The Feather-Tailed Glider," he announced, "indigenous to eastern and south-eastern Australia, growing up to three inches in length and only weighing five ounces."

"Where are they?" Adrien asked, leaning forward to peer into the enclosure and not having much luck.

"Well they're only three inches long at best so they're probably hidden," Alya said simply, leaning in herself to look around. She sighed before saying, "This always happens to me at zoos. I never see anything interesting."

* * *

They had been there for nearly an hour before the group heard the first scream.

Like most trips to the zoo nothing absolutely spectacular happened, they were enjoying themselves and taking it easy for the most part, the boys chatting about one thing or another while the girls poured over a map. None of them had ever really said they intended to stick together but it happened naturally, the boys walking forward to look over their friends shoulders when something loud, guttural and terrified ripped through the air. The whole group tensed, their conversation as to where to head next suddenly irrelevant.

Adrien was ridged, focused intently in the direction of the screams. It came from deeper within the zoo, other passing visitors pausing to fearfully look behind them. Screams weren't good in Paris.

"Someone messing around?" Nino said without any real hope, all of them waiting in silence and staring down the path.

"On my day to relax?" Adrien muttered, just as the same pair of screams rung out again. "Not a chance."

Adrien, Marinette, and Alya took off instantly, sprinting towards the sounds of distress and leaving Nino standing on his own, groaning dramatically as he glanced back at the exhibit wistfully.

"It's been literally one hour," he complained, steeling himself for whatever bullshit lay ahead and taking off after his friends.

Further on Adrien and Marinette ran forward urgently. Adrien grimaced, eyes hard and face determined as a crowd of patrons ran screaming past him, heading in the exact opposite direction of himself as he rounded the corner. The sights of the zoo were a blur as he ran, the young boy internally sighing even in the face of what he only _knew_ could be bad. It really only had been an hour. What could have possibly happened in an hour?

The sounds of fear grew louder until they were almost overwhelming, when sudden Adrien took a blunt impact to the shoulder and was sent sprawling to the ground with a poor stand worker laid out on top of him half out of her mind.

"Monster! Oh god those boys!" she screamed, scrambling off of him and kicking him harshly in the side in her attempt to flee. "Someone please help! HELP!"

Her pleas collapsed into panicked screams as she looked behind her, drawing Adrien's attention away from her and to an open area in front of an exhibit just ahead of them.

He saw several things at once, taking it in quickly as the situation only continued to escalate.

They were in front of the panther exhibit, the cage door wide open with two panthers cornering a terrified Kim and Max. The boys were clinging to each other, backed up against a planter and pleading in incoherent shouts before one of the panthers opened its great jaw, teeth gleaming as it silenced them with a rippling snarl. Adrien could hear its teeth connect as it growled, deep and rolling waves of sound as it prowled forward, the second panther standing tall, enraged but… reserved. Its head was high, claws digging into the pavement before it too barred its teeth.

But this one spoke.

"How dare you… how _dare_ you have so little respect for those greater than yourself. More _noble,_ more **_powerful_**. I'm SICK of sniveling brats throwing stones and insults, I'm TIRED of your excuses. Of ALL their excuses. Humans corrupt and destroy, they lie and kill! There is no room for human's here. In our world, in HIS world. It's time for your gift."

Kim's eyes widened, pressing even farther back as the second panther stepped forward. Adrien didn't know what had happened, didn't know what was going on but Hawkmoth had claimed another victim and he couldn't afford to wait around and find out just how dangerous they could be. He opened his mouth to speak, to try and distract the hunters from his classmates but another voice rang out, strong, powerful and demanding.

"HEY!" it called, Marinette stepping forward with one hand clutching her bag. "Let them go RIGHT now, hairball!"

"Help us!" Max called in a shaking voice, screaming when the first panther lunged at him only to be stopped by the second.

Adrien stared up at Marinette, wide eyed and afraid to see her standing out away from the protection of the group, but admittedly he was also impressed. She had acted fearlessly before he could so much as stand, which he did now in a rush as Marinette confronted them a second time.

"What did they do to you!? How is it even possible for a panther to be possessed?"

The second panther turned, revealing a flash of white wrapped around its neck. It was a tooth, jagged and feline that somehow radiated a sense of the wild even more than the creatures themselves.

"I am not possessed," it warned, voice low and angry. "I am freed. I have been given true form by Hawkmoth's kindness. I will cure you, and these children and ALL who stand against my master. I walked as you did once, and when we walk together you'll understand. This arrogant brat will understand, even when he taunted us. PREPARE," he suddenly called out, cutting off Adrien's rebuttal as it roared horribly, it's eyes flashing purple and a light emanating out from the tooth at its neck.

Adrien had barely stood, watching as Marinette ducked into cover, Alya attempting to do the same a small distance behind her but caught out in the open, but not like Adrien. She had a chance, a slim one but a chance. Adrien was completely exposed. The pain in his side jarred him, he couldn't move as fast as he needed too. But then…

Nino caught up.

Adrien shouted in surprise when he was suddenly rammed from the side, thrown across the barrier of a planter and out of sight just as the light surged out. He looked up in time to see the purple wash of light shoot through his friends, staggering them until they too fell. It didn't have an affect he could see, but Nino was gasping, eyes wide as he shook his head roughly to fend off some disorientation. Alya wasn't moving.

Behind the akuma Kim and Max screamed, turning and attempting to vault the planter but Max was too close, the first panther lashing out and catching his shoe to drag him back. Kim called out for him but the akuma was turning, and in a moment of blind panic he ran, Max screaming as he too was attacked.

The akuma growled, angered as Kim appeared to be about to escape.

"Leave them!" he commanded his panther, leaping with powerful limbs onto the planter. "They'll be with us soon. We can't let the fool escape, let's go! And once the heroes arrive, the hunt begins!"

The true panther snarled, taking one last moment to stand over Max who slowly grew still before taking off after its leader, the two creatures vanishing into the zoo with a chorus of screams in their wake.

Adrien pushed himself up, a horrible sharp dread settling in him as he clambered over the barrier, sprinting for his friends as Marinette did the same. He reached Nino at the same time she reached Alya, shaking her arms and calling her name but she didn't respond. Nino was still conscious, but barely.

"Nino!" Adrien called out desperately, falling to his knees next to him and gripping him roughly. "Why did you do that!? Are you okay?"

"Why do you _think_ I did it," he chastised weakly, his eyes half closed and breathing heavy as he laid sprawled on the floor. He tried to speak but it was like his tongue was heavy, and he groaned, reaching up weakly to hold his head. "Agh… _ah_ my head… crap my… fucking everything. I can't… stay awake."

"What did it do!?" Marinette asked in a panic, cradling Alya's head and trying to see any kind of physical injury but…

"Dude," Nino suddenly spoke weakly, his speech slurred. "Get away from… here. Something bad's… gonna happen. H-he said we'd be on his side. I don't want to… hurt you guys, or something. We'll be alright. I-…" he swallowed, his eyes starting to close. "I can't stay awake…"

Adrien watched horrified as Nino grew as still as the others, his hands falling to his side and his head finally lolling back when all of his energy had left him. His eyes were locked to his face until finally, quiet but audible over the distant panic of the city…

"Adrien…" Marinette said softly, her voice heavy but firm. "Let's move them out of the way. He's right… this kind of thing has happened before. If this akuma is getting recruits… they're on that list. We need to move."

Adrien looked up, finding Marinette standing and supporting Alya's weight with a grim fear written on her face. He grit his teeth, looking back down at the friend who saved him and felt his ring as his hands balled up into fists.

"Yeah," he said heavily, picking Nino up enough to drag him aside, Plagg shifting in anticipation out of sight. "You're right."

The two dragged their friends aside, Max up against the shelter of the planter and as safe as he could be… Marinette looked ready to run off, but Adrien stopped her, his voice firm.

"Mari," he said, taking her off guard by his sudden close hold. "Stay safe okay? Don't let this thing get you too. I've got to go and try and find the others, but get somewhere safe. We'll be alright, Ladybug's coming I know she is."

Something in her eyes hardened, and despite how worried he knew they both were he was impressed to see her slight smile as she nodded.

Marinette was a trooper… it gave him enough confidence to let her run off alone into a warzone. Even if he wanted to protect her, he'd be doing so best when he was out there with his lady. He only hoped she showed up fast.

With one final look at Nino and Alya slumped lifelessly in the open panther exhibit he steeled himself, shutting them inside and turning to flee in the direction of chaos.


	2. Chapter 2

It was an overwhelmingly bright surge of something so near pain that kept him from waking up, just as it had pushed him down into unconsciousness. It was heavy, whatever it was, pulling and needling at him as he struggled against it. It didn't… hurt. It was uncomfortable, in a way that seemed impossible to describe as he struggled to breathe.

Nino felt like he was fumbling in the crisp darkness of a sleep with no dreams, discomfort settling in his bones as he attempted to cry out but found no voice to shout with. In a way he felt completely misplaced, torn from his body as something was being decided. And when he was put back… it wasn't right.

Of all the senses to return to him, first was his sense of smell. It was _overpowering_ the stench that met him, some horrid cocktail of shit, meat, and blood. It was WAY too strong, so much so that it fought off the last dredges of the forced sleep for him as more awareness arrived. He was uncomfortable, like he had run a hundred miles and maybe thrown in a push up or two for the hell of it. His breathing was ragged and… weird, legs somehow light and… weird.

He felt weird.

Nino struggled to open his eyes, his brain working to make sense of the blurred shapes and colors as they came in to focus. All the colors that greeted him were dulled and misplaced, the shadows heavy and looming but not doing much to dampen the detail.

After a moment more of lying on the ground he was finally full awake, or at least somewhere close. He had determined that he was in fact on the ground but not much more than that, still no explanation for the horrible smell of cat crap and blood. Or for why he was I so much almost-pain. He struggled to remember what had happened right before he passed out, slowly dragging memories back to the surface in scattered and broken pieces.

He had been running… hard. He was afraid, he had seen something that scared the crap out of him. He hadn't been thinking when he saw Adrien, he just hit him and threw him. He… couldn't remember why. But he something bad had been happening, something he had… tried to stop? Or at least protect Adrien from. He hadn't done a good job of protecting himself… or Alya.

He remembered that, something bright and dangerous hitting them both. He had thought she'd be safe, that she was close enough to cover. Her and Max… Kim had run. Adrien and Marinette had made it out, made it away from…

The Akuma. Nino felt that same fear from before returning with the details of what had happened. There had been panthers, one of them some messed up super panther. So Hawkmoth was using animals now? Or maybe that wasn't the whole story. Hardly mattered just then, all that needed to happen was that he went down. And that the others were safe.

But what about the ones that weren't?

He had been hit, Alya and Max too and by this point who knew how many others. For the time being he felt like his mind was his own, different from his own fragments of memories from when he had been possessed himself. When that had happened he had been aware of Hawkmoth, just not his influence. Now though he didn't feel that, he just felt discomfort, and …. Weird.

It was when he tried to stand that he noticed something was off.

He shifted his arms to get them beneath him, to help him stand, but immediately even that simple motion had been off. His arms were crooked, not broken but… misshapen. He was still weak, incapable of taking his own weight but that was the farthest thing from his mind. He tried to move his legs, finding that they too obeyed but were misshapen, and with his heart hammering in his chest he attempted to look down.

He was aware immediately of something long and weighted where his nose should be, or his mouth or, something. His head didn't feel heavy but the weight was different, not that he had ever really noticed anything as small as that in his own body. Because this definitely wasn't his body.

He panicked standing in a flurry of limbs and a sound escaped him, something grating and high like the whine of a dog in distress. His breath came out in huffs as he stumbled and fell again, quickly standing up and moving backwards like he was trying to get away from himself but couldn't, hysteria threatening to set in as he became aware of everything that was wrong.

His shoulders, his arms his legs his mouth his back, _everything._ The colors were wrong, the scents too strong the world outside seemingly so close as their sounds reached him as if he was stood on the street he knew now was a hundred yards away.

He could feel his weight on the spread pad of his toes that should have been shoes, feel the length of long canine teeth when he opened his mouth in order to cry for help. But the only sound that came was…was a-

A bark.

"aaah," his scream started, almost entirely for himself since the sound was twisted and wrong. "AAh, AHHH." He hit bars with his back legs, something thick and furred pushing beneath him in fear.

"FUCK," he barked, literally, "Fuck FUCK."

He looked back at himself, almost passing out at the sight of a patterned brown canine body, strong and like so many dogs he had passed in his lifetime. Clawed toes, a thick bushy tail, the long shaped thing beneath his eyes he knew now was a… ah fuck.

Nino looked around, flinching when he felt two light weights press down on his head and tried to ignore that they were ears. He tried to ignore a lot of things, not the least of which was how he shook in panic. He wasn't making much of an effort to pull himself together, he didn't feel like he needed too. To be completely honest he felt absolutely justified.

He was a dog. An animal. A god damn German Shepard if he had to guess.

His high pitched whines continued without much consent from him, tortured yowls like a dying animal betraying his hysteria as he tried to get some perspective as he naturally told himself it couldn't be possible. Because of course it was possible, anything was freaking possible who was he kidding? Mummies, Robo-Cops, flying dragons and gigantic golems. Anything was possible in Paris! Paris was _bullshit!_

A dog, seriously? A dog!?

He was still yelling when he heard something besides his own desperation for the first time, not far from him in the cage he could only assume was responsible for all the awful smells he was accosted with. It was subtle and quiet and he was amazed he had even heard it, just the slightest brush of fur and the scrap of a claw as something stretched.

Nino looked over, zeroing in on the lifeless scrap of fur not far from him lying on the ground. If he had to guess he'd say the fur was deep red and rich in color, but it was more… dull and grayed out than that too him.

"That fuck made me color blind too?" he muttered, wondering if the sound even formed as he took a hesitant step forward. He stuck one paw out and extended it, placing it on the ground like he wasn't even sure it was there but it was. He tried to walk and scrambled quickly to steady himself, like a baby deer trying to figure out what the hell was going on with its legs.

He made it a few feet forward, enough to look down at the thing that was slowly waking up. It was so much smaller than him he probably didn't need to be afraid, but he wasn't in the mood for taking chances. He reached out with a paw like he was going to flip the furry thing over, but stopped short and found himself growling in irritation. A proper real growl as well, but a mild one. He looked around helplessly for a second before sighing heavily, craning his neck down to prod it with his nose, scooting it till it flopped onto its back with paws extended.

It was a cat, an extremely fluffy one. He didn't know a lot about cat breeds, and at the moment he didn't much care because it seemed to be waking up. He took a step back as best he could, watching as its brownish gold eyes blearily flickered open. It meowed faintly, like a groan as it wiggled, a look of confusion crossing its features. Though it was very clearly a cat there was something very human about the expression, its paws flexing in a grabby type motion. It didn't look away from its far off view of the cage's ceiling, rather flexing different limbs with growing contemplation.

After a long moment it opened its small mouth, tiny sharp teeth visible as it attempted to make a sound, managing at first another meow, than the indignant statement of "What the hell?"

Nino's ears perked up involuntarily as the cat struggled to stand, suddenly on high alert as it rapidly made sense to him, and in an over excited way that probably scared her he shouted, "Alya!"

The bark was loud and jarring and the cat jumped, fur standing up as it fell over itself in an attempt to get away. Her eyes were wide and with something almost like relief he saw the tell-tale dark spot of fur in place of her mole above one eye. She may have a tail but it was definitely her, and knowing he wasn't alone made a world of difference.

"Alya it's me!" he said again, noting with some embarrassment that his tail was wagging as he bowed his head. "It's Nino!"

"What?!" she said again, the cat backing up and tail held high in agitation. It seemed to notice that as well, looking back at itself before looking forward again, her eyes just this side of panic herself. She looked up at him, and his heart ached for how freaked out she looked. "Nino!?"

"It must have been the akuma," he said fast, nodding as he said it. "It's okay, we're both alright. We're just… uh…"

"ANIMALS!" she shouted, stretching her paws out and looking at them in a mixture of fear and interest. She looked at him, stating like he hadn't noticed, "You're a German Shepard! Are you serious!?"

"Heh," he muttered, finding that he was significantly calmer having someone else to comfort. "Sort of looks that way yeah."

She was still breathing fast, looking down at herself and fighting to get her act together as she shook her small furry head. "I'm a cat?" she whined. "Why a cat?"

Nino shrugged, or tried too, a little miffed that she was adjusting so fast. He was still pretty terrified, but as time passed she looked almost… entertained.

"How can we talk?" she thought aloud, attempting to walk and managing too with some difficulty. "How were what animals we are determined? This is crazy! Can you see colors? I can't, not totally… god this is insane."

"I dunno," he said, a little irritated. "How are we going to reverse this!? I don't know about you but I don't want to get stuck with a tail and muzzle."

She looked up at him, the height difference significant and she didn't seem worried about that at all. "Ladybug and Cat Noir will fix it, obviously. Ladybug's cure fixes everything, as soon as they catch those panthers we'll be fine! Right now we need to find the others."

Nino tensed, sitting a little uncomfortably as he looked around the panther cage. "Do you think they got hit? They're probably freaked out too, but… Adrien and Marinette are tough."

"What about the rest of the class?" Alya asked, trotting a short distance away to get used to the motion. She looked over her shoulder, tail swishing in agitation. "Poor Mylene… she's probably scared half to death… what if they all got hit too? I don't feel like I'm being controlled or anything, maybe turning us into animals was his only play?"

"I dunno," Nino said again, his expression serious, or least he intended it to be. "But… we don't know for sure yet. We should probably stay away from people just in case, what if we went dark side or something?"

"Well we can't stay here," Alya huffed, "We have to see who's still human! We can't keep ourselves locked up in here what if Marinette is out there on her own? I'm not waiting around!"

"But we could be dangerous!" he said irritably, Alya ignoring him and padding her way over to the entrance. With a growl he followed, a little unstably but getting more used to it as he went.

Alya made it to the bars, snickering happily as she found she could squeeze through without much difficulty.

"Oh good for you," he grumbled, glaring at the cat. "Now what do I do?"

Alya hummed looking around with the cat equivalent of a frown on her face. She pawed lightly at the bars, hissing in frustration before finally she groaned. "I don't exactly have opposable thumbs! Or a key for that matter. Is it even locked? Ram the door!"

Nino's ears flattened on his head, glancing up at the heavy iron door. He pushed his shoulder against it, digging his claws into the ground and grunting in excretion.

"I saw it move!" she exclaimed, leaping down to ground level after a bit of shifting. "Keep going!"

"Why-" he huffed, "the hell- is this- so- _heavy!"_ he groaned, planting his head against the bars as well and forcing the door open a little.

"Well it's made for panthers," Alya said smartly watching him from her seat on the pathway. "Just be glad it wasn't locked!"

He forced it open just enough for him to slip through, jumping down to stand beside the fluffy cat gracelessly and panting heavily.

"Great!" Alya complement him, puffing her tail up importantly as she sauntered ahead. "Good to know you're strong like this it'll come in handy."

"In handy for what?" he demanded, looking up to see her already a fair way down the path and loping off to follow her. "Alya I'm serious we should stay put!"

"And hide!?" she hissed over her shoulder at him. "No! We're finding the rest of the class, and then we're hunting down Adrien and Marinette. What can the akuma do to us now?"

His head lowered on its own, tail drooping and ears following suit. His body giving him away was really annoying, as was Alya at the minute. It was _safer_ to lay low, he didn't want to end up as a guard dog for the enemy, he couldn't hurt anybody in a cage why couldn't Alya see that? Of course he wanted to find his friends but if they were smart they'd stay put too until the heroes sorted things out. That was the protocol, but Alya never followed protocol. She ran towards danger, just like all his friends.

Why was he alone in the 'safe' thing?

The more he walked the more he got used to it, finding that the more he moved the more the discomfort faded from his limbs. He assumed now that it came from the transformation, of course his body would be wiped out after something like that.

Nino swallowed nervously as they passed rows and rows of empty cages, their occupants let loose to run. With no small amount of nervousness he followed the busy tailed feline through the zoo, ears forward and on high alert. HE couldn't get over how aware he was, of the sounds and smells. He could smeel freaking everything, and it was actually the first thing that made him stop.

"Hey," he said suddenly, ridged and focused, Alya stopping to look back at him.

"What is it?" she asked, drawing back in surprise when he suddenly lifted his nose to the air, sniffing and intensely focused.

"I uh-", he hesitated, still managing to be bashful even though he was thoroughly distracted. "I can uh… well. Smell something."

"Really?" she said, her tone sort of teasing but she stopped when he stared intently down a different path through the now deserted primate section. "It's probably the monkeys Nino, we need to-"

"No," he interrupted her, body tense as he sniffed the ground now, tail out straight as he padded around the intersection they stood in. "It's…" He raised his head, focusing again on something far away before suddenly he said, "Follow me. I think it's Max."

"Wh-" she tried to start, but he was already running, the small feline sprinting off after him and managing to keep up though she had a sneaking suspicion he could out pace her if he wanted to. "Nino!" she tried to recapture his attention, but it was like something had come over him, stopping now and again to investigate some bush or bench before he was off again. "How can you be sure?"

"I don't know!" he called out, stopping again and smelling the complicated web of scents in front of an exhibit. To be totally honest he wasn't sure how he knew at all. Even though as a person he had never really registered smells like he could now, those unused memories seemed enough for him to pick out. With so many people visiting the zoo the whole place was flooded with individual smells, but…

He trotted forward, nose to the ground as he decided to trust his instincts. He didn't know how he knew to do everything he was doing, he just did, pausing one last time before he barked once and took off. He found him.

"Nino!" Alya complained, darting after him and following the canine as he rounded a corner, a jumbled chorus of panicked bleats and self-satisfied barks meeting her ears as she caught up.

She skidded on the turn, almost stumbling but scrambling towards the jubilant dog that had cornered a very startled black sheep. Nino's tail was wagging, pleased with himself for having done so well in a way he sheepishly put down to his new nature. He'd never be this excited normally, but he felt like he had done a really good job. To be honest he was a little irritated with Alya for not rewarding him.

"Great job Nino, you scared a sheep," she said bitingly, sitting down grumpily. She wasn't thrilled with him for making her run. To her surprise though, the sheep perked up, staring at them in wonder.

"N-Nino!?" the sheep bleated, looking up at the canine as it reacted to its name. Then it looked over at the cat. "Alya is that you?"

Alya blinked once, staring at the shaking sheep before she leapt to her feet, suddenly elated. "Max!" she cried, running forward towards the boys. "It _is_ you! Nice job Nino!"

Nino looked pleased, sitting down with his chest puffed out as Max struggled to walk with his hooves.

"Oh thank heavens. So this happened to you as well? Of course it did, it makes sense. We were all attacked by the same thing, but my hypothesis was wrong. We're all different… I suppose things could be worse. We could be dead, but even if our bodies are altered our minds appear to be our own."

"Don't worry Max, I bet Ladybug and Cat Noir are already on it," Alya comforted him. She reached up, gently putting on paw on the squishy wool of Max's shoulder. "We're trying to find the rest of the class, chances are this happened to them too. We should stick together, someone could freak and hurt themselves."

"I was attempting the same," he informed her, looking worried. "Kim was being pursued last I saw. I was attempting to find him but now I know I wouldn't even know him if I saw him. All the animals meant for the zoo have already left. It's reasonable to assume that any animals we do find could very well be humans. I say we start with that."

"Exactly," Alya agreed, looking up at Nino who was watching in silence. She grinned at him, striding forward before prodding him to stand. He did so with a confused expression, but it warped into an irritated grimace when she leapt agilely onto his back. After a moment of kneading at his fur and settling herself into the space between his shoulders she said happily, "Come on boy! You found one we can find the rest. Track 'em down!"

Nino grumbled, a low growl rolling in his chest before he huffed, dipping his head as Max watched and started to search for anything else familiar. He trotted forward, Alya shifted to keep her balance and Max following along unsteadily on his hooves.

For a short time Nino could only hear his own steps and the clicking pattern of the sheep behind him, but he focused on the smells and nothing else. Hopefully his instincts would kick in again and he'd track everyone down, but first he had to find a trail.

The first familiar smell that hit him, to his relief, came in a group, and with a happy bark he announced, "This way!" and charged into the zoo, a cat on his back and a sheep struggling to trot behind.


	3. Chapter 3

Nino ran, tracking the tangle of smells that his mind absently connected to faces. As he sniffed the air again the ghosts of three faces came up in his thoughts, his body somehow knowing who was who from long dormant and, until now, unused memories.

"Rose…" he said mostly to himself, pausing for a moment to let Max catch his breath. "And Juleka and… Alix I think. Not with them maybe but they went the same way. Thankfully it hasn't changed much from when they were people, unless they still are people. Not much farther, this is recent."

"How can you tell?" Max asked curiously between gasps, but Nino only shrugged, Alya batting the back of his head to get him to stop.

He continued, ears swiveling to catch any sound but he was mostly focused on the scents. So it was Alya who caught it first.

"Somethings moving up ahead, that must be them," she said quietly, pressing herself flat on his back and neck with her head on top of his.

"Hey!" Nino barked loudly, hoping their trend of luck would continue and he would be understood. "Rose? Juleka?" He stepped forward, following his nose in the direction of a seemingly empty howler monkey enclosure. It reeked so he didn't get much closer, but from what he could tell they were somewhere inside.

"It's Alya, Nino and Max!" Alya called, hopping down from Nino's back and walking a little forward. "We're trying to find everyone, you can come out!"

At first there was silence, but Nino caught the faint sound of movement and watched as the smallest scrap of dark gray fur appeared from within, tufted fur laying over one eye.

"Juleka?" Alya asked, waving a paw to show who was talking. "You got hit too huh? It's okay."

The weasel like head rose up, revealing a long body and small paws that gripped the lip of the cage door. If Nino had to guess he'd say she was a… stoat he think it was called, and he shook his head at how ridiculous it all was.

"Hey…" Juleka greeted them, looking behind her and watching something else approach from the cage.

Nino was aware of the disjointed flapping of wings before he ever saw Rose, an adorable small yellow song bird flopping out into the open as she huffed in agitation. With a chirp and a little help from Juleka she righted herself, looking just as sunshiny as always when she greeted Alya.

"Thank goodness you're okay!" Rose peeped, her wings tucking close to her. "This is so scary… Alix was with us too, but she ran away! I tried to get her to stay with us but she was so mad at Kim, she stormed off to find him."

"Kim?" Max spoke up, stepping forward with a clop. "Did you see him is he okay?"

Juleka huffed, crossing her arms and shaking her head to move her bangs a little. "Maybe but who cares, he's the one who got us hit."

"Juleka…" Rose chastised, looking over her tiny beak and she ruffled her feathers. "He was running away from some panthers when he passed us, the akuma was zapping anyone it ran passed. I'm sure Kim didn't mean it but I'm pretty sure him running away is what got everyone transformed…" She sighed, chirping a little without noticing. "Alix blames him completely, she stormed off to find him. I don't know what a little mouse is going to do to someone as big as Kim though."

"A mouse!?" Nino laughed, barking out a chuckle to himself as he imagined small spunky Alix as a field mouse. "Now that's hilarious."

"We've got to find her and everyone else from class, you guys should come with us." Alya said, in planning mode as she looked around and let her eyes settle on Nino's back before looking back at the girls. "You two can ride on Nino, we'll go faster that way."

"What am I a bus?" Nino grumbled, but laid down so Juleka could climb up anyways. With a little maneuvering Rose fluttered up to land on his head and he stood up before Alya could decide to join them.

"Okay tracker," Alya said, looking up at him. "Which way to Alix?"

"Why do I have to do everything?" he whined, Alya rolling her eyes as she used a paw to swat at his nose, which made him recoil.

"Because you have the super sniffer! And you're the biggest, now come on! Put that thing to use."

Nino huffed, shaking his head to get Rose to move back a little before setting to work again. He frowned, the howler monkey stink made it a bit harder but he picked a random direction and headed away from it until his nose could make sense of things again. He realized that Rose and Juleka were right, he could smell Kim from not that long ago heading passed where they had been. However if they panthers were with him maybe tracking him down wasn't a good idea. Max had tried to make it sound nicer than it probably was, but Nino got the feeling Kim had sort of made his own grave on this one.

"I'm not getting Alix's scent," he informed the group, his head casting about. "We should head this way, away from the panthers until I get someone else."

"Sounds good," Alya said with a nod, padding ahead to take the lead until Nino had something to follow. They headed deeper into the primate section, the five of them watching the empty cages uneasily. Alya kept a steady pace, no one talking too much as they followed the cat out into an area originally meant for water faring species.

The strangely assorted group followed the decorated pathways, Rose testing her wings now and again to get a look from above and looking to be enjoying herself somewhat. The thought made Nino smile, his tail wagging a bit to see someone making the best of things. Now that he was a little more used to it he found comfort in Alya's plan. It felt good to be doing something rather than sitting around and being afraid. Plus, though he'd hesitate to say it aloud, he actually felt more confident wandering around as a dog in an akuma attack then he would as a person. He had seen attack dogs before and knew a dog could do some damage, especially a German Shepard. For like the only time ever he felt like he might actually be able to protect his group if something crazy happened, at least better than normal.

Nino was contemplating what he would do if they were attacked when his nose twitched, and suddenly he was in overdrive again. His nose was to the ground, Alya turning around and running back towards him.

"Who is it?" she asked, having gained enough confidence in his ability by then to trust him as he abruptly took the lead.

"Mylene and Ivan I think," Nino called back to her, setting into a jog that forced Juleka to dig her small claws in a bit to hang on while Rose elected to fly. "They aren't far!"

There was a small collection of whoops for joy as they set off, Max struggling to keep up a bit but Rose and Alya managing fine as they followed the canine.

Nino followed his nose, turning the corner and stopping short when he saw a creature stood in the pathway, nervously sniffing the air.

A blonde colored bunny stood on its back legs, sniffing the air and freezing in fear when it spotted him. Nino took another long sniff and ran forward unthinking, calling out "Mylene!" just before the bunny screeched in fear and bolted.

He didn't think or call out to explain himself, suddenly his muscles tensed and he was flying, poor Juleka flying off with a squeak as he pursued. Nino bounded forward, scrambling to make the same turn she had and racing after her, and it was a little before he realized he was barking.

Nino liked to think he wouldn't have _actually_ hurt her but- look it was hard to explain. His tail wagged without his say so, he whined when he was nervous. Also, apparently, if a rabbit bolted in front of him he chased it. He needed to catch her anyways so in his mind it was alright but as he tailed her he kind of understood he was freaking her out.

"Mylene!" he tried again, following her around a few tight turns and calling out "It's me it's oka- AHHH!"

Nino turned the last corner and recoiled so hard he fell flat on his back, screaming with his tail between his legs when all at once a massive, horrifying black bear planted two monstrous paws on either side of him and roared.

The roar shook through him like a jet engine and he screamed as he saw how close those huge razor sharp claws and teeth were to ripping him apart, before suddenly there was a spunky little cat standing on his chest, hissing defiantly.

"Ivan!" the cat called out, "relax it's us! It's Alya and Nino! He wasn't going to hurt her!"

"I wasn't going to eat her I swear!" Nino cried out shrilly, still shaking as the bear leaned back a little, eyeing them.

Nino looked down when he caught a flash of pale fur peeking out from behind the bears leg, Mylene's nose twitching as she looked at them.

"Nino?" she asked, gasping before looking up at the bear and saying, "Ivan it's okay!"

It was only when she gave the word that he relaxed, Alya jumping off his chest so that he could stand and scramble to stand a few feet away.

"Sorry," Ivan said simply, sitting down with a giant _thud_ just as the others caught up.

Nino looked up at the towering figure that was Ivan, his macho ideas of protecting the group made completely obsolete. A bear and a bunny, he thought to himself. How oddly fitting.

Alya was talking to them but he was still a little too rattled to listen, his tail between his legs as he sat in silence.

"It was so scary!" Mylene was saying, preferring to stand behind one of Ivan's gigantic paws. "Kim was running passed and then all of a sudden I was falling asleep, then when I woke up I was like this!"

"The same thing happened to us!" Rose peeped, fluttering down to hop up to Mylene. "I'm so glad we found you though!"

"We're sticking together" Juleka added in a quiet voice, the others nodding in agreement.

"We need to go find the rest of the class, you guys should come with us. We're safer together. Ivan and Nino are the biggest, we can scare off those panthers if they show up."

 _Mostly Ivan,_ Nino thought to himself, shaking himself once as he stood. He was being dumb, but he was getting over it pretty quick. He was still the tracker.

Alya looked up at him with a smile, wordlessly gesturing to the way out of the corner they had found themselves in and he was embarrassed when his tail started wagging again. He liked being useful, and with his chest out he padded to the front, nose down as he sorted through the info he was getting.

It was a bit of a journey leading their rag tag team of animals on the hunt for the others. It took Mylene and Rose's gentle voices to coax a shaking red panda, who he had sniffed out as Nath, from a tree he was hiding in. He joined their little group reluctantly, preferring to hide on Ivan as Nino followed one last winding scent trail.

"Chloe," he muttered with his nose still to the ground. "And Sabrina. They're the last two right?"

"Yup, assuming Alix high tailed it out of the zoo looking for Kim" Alya answered him, walking silently beside him and keeping an eye out while he focused on the trail.

Nino nodded, his hackles raising a little as he sought out Chloe. He was entertaining himself with thoughts of what she might be, a piranha or an octopus with eye shadow making him giggle when he heard the first loud, indignant **_HONK_**.

He stopped, everyone listening carefully. There was silence, the distant sound of flapping then…

 ** _HONK._**

"Oh tell me goose," Nino said aloud, jumping into a run with Alya right beside him. "Tell me she's a goose I'm gonna lose it."

Alya was chuckling at the thought too, the rest of the slightly slower classmates trailing along behind as they went to make first contact. The sight they were greeted with would stick with them forever.

"Chloe!" a little squirrel was calling, desperately waving its little paws as it stood at the edge of a long, crystal blue fountain. "Please calm down! It's going to be o-"

"WAAAHAHA- **_HONK_** ," came the sobbing reply, a huge white mass of feathers thrashing out in the water crying its eyes out. "ITS NOT OKAY, IT WILL NEVER BE OKAY- WAHAHAAAA **DADDY!**!"

"Chloe!" squirrel Sabrina cried again, fretting with worry as the large distressed swan cried and cried. "Oh no… oh no what do I-" Sabrina stopped, turning with a gasp when a German Shepard and a deep red, fluffy cat waltzed up beside her, staring out gleefully as Chloe lapsed into hysteria.

"Wow," Nino said through a chuckle, "she's having a hard time." When Chloe honked again he burst out laughing, drawing attention to himself.

"How dare you laugh at my pain!" Chloe wailed, sobbing and boo-hooing while Nino barked out his rolling laughter.

"The swan princess is in the house," Alya said to herself, turning to Sabrina who was staring wide eyed. "Sabrina right? It's Alya, and the canine gasping for air is Nino. We have pretty much everyone from class except for Adrien, Marinette, Kim and Alix with us-"

"KIM," Chloe suddenly cut in, the giant swan paddling forward in rapid unquenchable rage. "He did this, that bumbling buffoon! That idiotic, leech-brained, _moron!_ It's him who did this! He pushed me, he nearly got me mauled to death, and now- and now…. **THIS**."

Her huge noodle neck flopped about dramatically as she wailed, the sound so loud and grating that Nino whined with it so up close and hurried to make some distance.

"CHLOE!" Alya hissed, her fur poofing up as she confronted the hysterical bird. "Will you _chill out!?_ You think any of us want to be in this situation?! Get your act together! We're need to get everyone somewhere safe!"

"WAAAAH," was all she replied, flapping her huge wings so hard it knocked poor Sabrina from her perch and onto the ground with an 'oof!'

Sabrina shook her head in a daze, getting to her back two feet unsteadily and smoothing out her tail with her paws. "What am I going to do," Sabrina whined, looking to the cat for help. "She's been like this since we woke up! She's beside herself!"

"I noticed," Alya sighed, wishing she could get Nino for help but he was hiding beneath a bench with his paws on his ears. She grimaced, this was no party for her either but she was determined to get them in the group. However if Chloe kept wailing her determination was sure to wane.

The others had caught up, staying at a bit of a distance while Alya tried to talk some sense into Chloe and greeting Sabrina when she darted over. Nino was still under the bench, sullenly watching Alya work and mourning his aching ears when his nose twitched, Nino standing up so fast that he smashed his head into the underside of the bench.

"Agh, crap," he complained, stepping out and shaking himself before sniffing again. He tried to call out to Alya but Chloe was being too loud, so instead he shouted, "CHLOE SHUT UP," in a loud, jolting bark.

The swan reeled, staring at him like she couldn't believe she had just been shouted out as he waltzed over, still sniffing the air as he told Alya, "I smell Alix! And someone else too! Two someones, nearby. They kind of smell familiar but I can't place it, we should move! Help might be here."

"Right," Alya agreed, turning back to Chloe. "Can you get yourself together long enough to come with us?"

"I can't walk you _moron_ ," Chloe said scathingly. "My feet are horrible and webbed. I waddle!"

Alya reserved a comment she would have liked to use regarding weight in favor of getting her along, cooing out stupid compliments about how noble swans were until the frightful brat finally clambered out.

"Are we finally going?" Nath asked fearfully, looking up from his seat on Ivan where Juleka and Rose had joined him. "We should find help."

"Yes," Alya said with an exasperated sigh. "We're going. Lead the way Lassie, take us to help."

"I'll at least take us to Alix," he said with a nod, allowing Sabrina to clamber up on his shoulder before leading the troop. His nose twitched, analyzing the three scents he had caught in a draft of wind. It had hit him suddenly, Alix's scent so faint that he had barely caught it at all. He was sure it was because of how small she was but still, in order to smell a mouse at all she must have been close right? And the other two had been much stronger, but maybe they were just bigger. The two scents were weird… like something was nagging at him. They seemed _really_ familiar, maddeningly so, but the part of his canine brain that usually made the connection wasn't getting it done.

He frowned, sniffing deeply as he headed around a thin divider to get to the source. One was sweet and soft smelling, if smells could be soft. He realized he didn't really have adjectives for the way the scents stood out to him. It was soft and warm smelling and pretty, but not floral per se. The other kind of smelt like Alya, but not like Alya Alya like Cat Alya, the part of Cat Alya that didn't smell like Alya, which he assumed was the cat part. And also sort of sporty, not sweaty just like, someone athletic? And clean. He pressed on, trying to figure out the connection as they drew nearer, but it was the voices that did it.

"Hear that?" he asked abruptly, Alya just as focused as he was.

She nodded, her head tilting before her face lit up, the cat jumping excitedly as she said "I know that voice! Come on!"

"Alya w- hey wait!" he called, taking off after her with Sabrina struggling to hold on and flying off with a yelp. The others continued at their set pace, sticking with the rather slow Chloe who waddled uncomfortably as the pet pair vanished up ahead, picking up Sabrina as they went.

Nino kept pace with the cat, turning the corner as the words of two voices became more distinct.

"-must be what it does," the female voice was saying, thoughtful and planning. "Turns people into animals… but why? Just to punish them?"

"Why turn people into statues or pictures or copies of yourself, or anything else for that matter," the male voice responded, more playful but with a hint of seriousness behind it. "Akumas are like that, but at least that explains the lack of people."

"All of the cages are emptied," the female voice spoke again, extremely close now as he ran. "Even the panther one…" she said this slowly, like she had expected that to be an exception of some kind, when suddenly Nino and Alya arrived on the scene and Alya gasped in relief.

"I knew it was you!" Alya cried, sprinting for Ladybug and surprising the hero by clawing up her suit and into her arms. "Ladybug!"

Nino ran forward, blissfully happy to see the two superheroes standing there in the flesh, Alix stood on a shaved ice stand at about chest height talking to them. Nino approached maybe a bit quickly for Cat Noir, who recoiled and hissed.

It didn't look like he had meant to, but Nino reacted immediately, his entire body tensing as he suddenly started barking, lunging forward as he bayed and howled at the superhero who shouted in fear and scrambling up out of reach into a planter.

"Hey!" Ladybug was shouting, and Nino felt a cord around his neck, pulling tight and forcing him to back away or be choked by her yo-yo string.

" _Nino!"_ Alya cried indignantly, squirming away from her hero and running forward to hiss in his face. "Don't be such a _dog_ he's a **superhero!"**

Nino was panting heavily, his tail out straight behind him as he struggled to distract himself. "What?" he said, a bit dazed. "Oh, uh right yeah, sorry! Sorry h-he started it!"

"You started it!" Cat Noir shouted down indignantly, but Ladybug wasn't listening to that, instead focusing on the cat.

"Did you say Nino?" she asked, Cat Noir suddenly focusing as well when Alya nodded,

"Yes mam," Alya hurried to explain. "This is my friend Nino, I'm Alya! I run the Ladyblog remember? We were hit by the akuma and woke up like this, we've been gathering our classmates so we could stick together. We have everyone except for Alix, Kim, Adrien and Marinette. Nino tracked Alix here and we found you guys too!"

"Nino?" Cat Noir said, leaning over the edge of the planter to look at the dog who stared up at him, a bit embarrassed now by the scene he had helped cause.

"Uh..." he answered slowly, his tail wagging a bit as he tried to smile. "Yes sir. Sorry about that."

"Nino!" he cried, the hero jumping down and surprising him with a hug around his neck, pulling him close. "I'm so happy you're okay! Wow man four legs looks good on you!"

Nino squirmed, confused and sort of flattered as he watched Ladybug scoop up Alya again over Cat's shoulder.

"You two have been gathering everyone?" Ladybug was saying, seeming impressed.

"Yeah! Nino's an amazing tracker, he's been able to hunt down everybody just by smell!"

Ladybug tensed a little, confusing the two animals (and Alix, who was staying quiet and seemed a bit bored) by her sudden wariness.

"Uh…" she said after a pause, looking nervous. "H-he can pick out his classmates just by smell? Even uh, when they don't look like themselves?"

Nino was aware of Cat tensing too, drawing back and standing with a slightly nervous look about him. Nino cocked his head in confusion.

"Yeah," Nino informed them, a bit suspicious now as Cat Noir fidgeted and looked away. "Why?"

"That's just uh, impressive is all," Ladybug said quickly, laughing a little though the sound was off. "Did you track us by smell too?"

"Not totally, well… yeah," Nino said, brow furrowing as he looked up at them. "I followed Alix and knew someone else was with her but couldn't pick it out. It was familiar but like, different. I didn't know it was you two till we got here."

Cat Noir sighed heavily in relief and Nino's eyes narrowed, his suspicion growing when they both looked happy.

"Nice, neat, well! Good job guys, I'm glad you're both okay," Cat Noir said conversationally, Ladybug holding Alya and about to speak when they suddenly heard a small sounding clearing of the throat.

" _If you're done,_ " a small voice announced, everyone looking at the tiny dull pink colored mouse stood on the counter with its arms crossed. "Can we get back to fixing whatever the hell that idiot Kim caused so I can go home?"

"Hey Alix," Nino said simply, the mouse nodding her head in his direction before glaring at Ladybug again.

"Well you all seem okay, just uh, animals," Ladybug said awkwardly, turning towards Cat Noir. "It stands to reason that if we track the akuma we can fix this, everyone should be fine."

"Yeah but good luck finding him," Alix huffed, waving her paws. "I told you two! He can shapeshift I saw it with my own eyes! It's the only reason I turned around and didn't kick Kim's face in. The panther turned into an eagle and took off, he's only transforming everyone so he can blend in and you won't find him. You'll never know what animal he is."

Nino frowned, looking over at Alya but realized she wasn't paying attention. She looked very content as she was pet by Ladybug, and he bit back a sigh.

"That is a problem…" Ladybug said with a sigh, suddenly frustrated. "I could try Lucky Charm but that would stick me with a time limit and we have no idea where he is now. He was after Kim but if he got what he wanted then he'd be going for what Hawkmoth wants now."

"And that means us," Cat finished for her, his own tail swishing as he thought.

Nino was going to speak up when his nose twitched, and he turned down the way they had come. With a wagging tail he said, "Here comes everyone, we kept the group together."

Cat Noir and Ladybug turned to see an extremely varied assortment of animals come into view, the largest of which was a bear and the smallest of which was a tiny yellow song bird who flew forward to chirp hello.

"Hi there, hello!" Rose peeped, teetering a little on her wings and landing on the finger Cat Noir extended.

"Haha, well hello!" Cat Noir said with a smile, brushing the feathers on top of the bird's head with a gentle hand. "Sorry I don't uh, recognize you."

"I'm Rose!" she informed him, pointing a wing at the group as they awkwardly filed into the area. "The sheep is Max, the stoat is Juleka, the little panda is Nathaneal, the bear is Ivan, the bunny is Mylene, the squirrel is Sabrina, and the goose is-"

"The _swan!"_ Chloe corrected immediately, and Rose chittered cutely.

"And the swan, excuse me, is Chloe."

"Wow," Ladybug said in a whisper, looking out over everyone like she really couldn't believe what she was seeing. "This is nuts."

"Of course it is!" Max said irritably, clopping his way forward. "Please, my friend Kim was tailed by those monsters. The likelihood of him lasting on his own is next to none!"

"We'll keep an eye out for Kim," Cat Noir assured him, turning to address the whole class. "Everybody stay calm! Ladybug and I will take control of the situation. For now we need to get you guys somewhere out of the way."

"I don't think so," Nino said suddenly, everyone turning to look at him. His face was set, and when he looked up at Alya she seemed to be… proud of him. He puffed out his chest, sitting so he could look up at Cat Noir and Ladybug with as much determination a dog could muster. "Look I wanted to sit around and hide in the beginning too, but Alya was the one who convinced me to leave the cage we were stuck in. And now that I'm out here she's right. This is freaking crazy but my friend Adrien is out there and I aien't gonna sit around and wait for him to get got. I've gotta find him."

"Exactly," Alya agreed, wiggling to be put down and running over to Nino. "My friend Marinette is alone, I'm not hiding."

"You two," Ladybug said, sounding exasperated and conflicted. "I'm sure they are absolutely fine it isn't safe-"

"We've already been hit! What more can happen?" Nino said impatiently. "I can track him down, I'll find his trail and see where it goes."

Cat Noir looked suddenly uncomfortable, laughing nervously as he stepped forward and said, "Well no, no you don't have to do that. Like Ladybug said he's probably hiding or-"

"I'm not budging on this," Nino said firmly. "He's my friend!"

"And I'm sure your _friend_ would want you to be safe too!" Cat Noir replied harshly, looking far more frustrated then was fair. "Haven't you don't enough? His safety isn't more important than yours!"

"You're wrong," Nino said without hesitation, and Cat Noir looked, for a moment, to be completely without words.

"Boys," Ladybug cut in, her expression serious, "we can't stand here arguing. Nino's right, they've already been changed. We should send him to go track down Adrien."

"And Marinette, and Kim if we're able," Alya added, Ladybug tensing again.

"Well… maybe just…" Ladybug tried to say, suddenly just as hesitant as Cat seemed to be. "She's probably fine uh…"

"Nino's nose hasn't failed us yet," Alya said confidently. "If we go after them we'll find them."

That didn't seem to make them feel better.

"Uuh… uh, I-" Cat Noir tried to say, before he sighed, pinching the bridge of his nose between two claws. "Don't, don't do that. W- ugh." Cat Noir seemed upset with himself about something, before finally he said. "We need you to track the akuma for us."

"What?" Nino sputtered, surprised when Ladybug seemed to consider it.

"Yeah…" she said slowly, nodding her head. "We could keep an eye on you, keep it safe but… Cat's right. If you could track your classmates even when they changed into animals, I bet you could pick the akuma out of a crowd too, no matter what animal it was. If you helped us track him down then everything would be alright, and your friends would be safe regardless. To be honest, it's the fastest way to make sure everyone stays as safe as possible."

Nino looked suddenly intimidated, his ears drooping as he looked between them both. By the look on Cat's face he didn't want him anywhere near the front lines, but had resigned himself to needing him. Or maybe it was just to keep him from finding Adrien, since he seemed so adamantly against it for some reason.

"I- I don't know. I mean I, I found everyone else but, I don't know if-"

"Of course you can do it Nino!" Alya said supportively, padding in front of him and reaching up with her paws to force him to look down at her. "Hey," she said softly, patting him once on the nose. "Whose a good boy?"

He frowned. He tried to look away.

"Whose a good boy?" Alya said again, patting him on the nose. His tail started to thump.

"Stop it," he mumbled but she just smiled, reaching up to bat at his ears.

"Whose a good boy?" she repeated, and his tail started to thump harder even when he grimaced. "You are, you're a good boy. You can track the bad guy, you can do it."

"Alya," he whined, the sound high and pitiful.

"Listen," she said with a sigh, a little more serious but still patting his head. "We're both worried about them, but Ladybug and Cat Noir need your help. Adrien needs you to catch this guy, Marinette needs you to catch this guy. Two superheroes are asking for your help."

Nino said nothing, looking down at her and watching her closely. He watched the strange yellowed hues of the world around him sort of… brighten. They seemed fuller, a little better. A little more human.

"I'm… freaked out," he admitted with a quiet sigh.

"I won't let anything happen to you," Cat Noir said in a serious voice, his tone so heavy and absolute Nino couldn't help but look up in something close to… awe. Not quite but…

Cat Noir stepped forward, kneeling down and looking Nino in the eye. "I swear I'll protect you," he said calmly, taking personal responsibility as Ladybug looked on. "We need your help, please."

Nino said nothing, looking up at Cat Noir and watching his eyes. He could feel his heart in his chest, his body foreign and misshapen, but presenting him for the first time with the opportunity to help. Alya watched him, all of his classmates watched him.

Nino was the sort of guy who hid when things got scary. Now he was supposed to lead the charge. Track the bad guy…

He thought of Adrien, he thought of how he had seen his friend about to get blasted with god knows what. He thought of Marinette, how she shouted for Alya and held her.

He didn't look away from Cat Noir, some weird dog like part of his head forming some sort of… contract. An accord. They both needed his help, but it was Cat who stepped forward and swore to protect him. It was Cat Noir who asked him to come, and Cat Noir who knelt before him now.

Slowly his tail started to wag, and for once it didn't make him want to cower.

"Yeah," he said slowly. "Yeah alright. I'll do what I can."


	4. Chapter 4

"Alright everybody," Ladybug was saying, projecting her voice to be heard throughout the whole room. "The reptile house has cleared out and it is the easiest to defend. Cat Noir and I are going to lock you in, alright? Nothing will be able to get you. Just stay calm and stay together until we can clear this up."

Nino sat in the entrance of the reptile house next to Cat Noir, ears up and alert but his tension clear by his body language.

"You alright?" Cat Noir asked quietly, the dog looking up at him. It wouldn't be long now before they got to work, and ever since deciding to help Nino had seemed apprehensive.

"This isn't something I'd normally do…" Nino responded after a while, his gaze shifting to watch Alya weave between Ladybug's legs. "This sort of hard-headed 'run into a war zone' type thing is more Alya's style. I'm not really…" he fidgeted, looking away from everyone before looking back to Cat. "Brave. Or anything."

To his surprise Cat Noir snorted, crossing his arms and almost looking… _mad_.

"You are helping save Paris," he said crossly, "and you've done so much already. You're trying to keep everyone safe why do you still think so little of yourself?"

Nino drew back, staring up at the hero in confusion but Cat wasn't looking at him anymore. "Uh," Nino said, unsure now. "Are you cool?"

"I'm fine," Cat said, his expression contradicting his words. After a moment he said, "Something you said before has been bothering me."

"I'm sorry," Nino said quickly, standing to move in front of him in an attempt to get Cat to look at him. "What did I-"

"Adrien is not _worth more_ than you," he said, his tone so biting and sharp that Nino withdrew, his tail drooping and head cocking in confusion. He froze under Cat's hard gaze. "You shouldn't put his safety above your own, and I'll bet anything the only reason you're like this in the first place is because you were protecting him. Right?"

Nino faltered, the dog looking bewildered as he sputtered, "How did you-"

"Lucky guess," Cat said with a sigh, his arms unfolding and falling to his sides. He ran a hand through his hair, rifling through it roughly. He looked at Nino with distant unreadable eyes, saying, "I wonder how he feels about that. Seeing his best friend go down because of him."

Nino didn't move, locked into Cat's eyes before he looked away uncomfortably, ears lying against his head.

"You're important Nino, so make sure you understand how people are going to feel if you do something like that. I bet you anything Adrien wants you safe too."

"You're one to talk," Nino muttered to himself, Cat's fake ears swiveling and the hero grimacing. When he asked though Nino said, "Nothing. You're right… sorry."

The hero sighed, kneeling and reaching out a hand that Nino walked towards without hesitation, not minding it much when he felt the weight of his hand on his shoulder.

That's how they were when Ladybug finished up with the class, the boys turning to watch as both Ladybug and Alya separated from the group.

"And where are you going?" Ladybug asked pointedly, looking down at the red furred cat who looked very unaffected by the question.

"With Nino," she answered simply, strutting forward with her large fluffy tail held up high.

"Alya-" Ladybug tried but the cat shook its head, forging on until it stood beside the dog of the group.

"I've been with him since we woke up and it might have only been an hour but I've figured out how he works. He gets distracted, he'll zip off after a plastic bag if I don't keep him focused."

"I will not!" Nino barked indignantly, glaring at Cat Noir when he snickered.

"Mhm," Alya hummed, wiggling her butt before leaping onto Nino's back, sitting primly with her tail curled around her. "I can't find Marinette without Nino, and my best chance of running into her is sticking with you guys."

Cat Noir grimaced, looking at Nino like he was expecting support. "What no words of protest?"

Nino shook his head, his expression already resigned and a bit exasperated. "Nah. Waste of energy."

"Good!" Alya purred, "You've learned."

"Mhm," Nino muttered, looking back at Ladybug over his shoulder. "Uh. Should we start?"

The superheroine sighed, gathering her thoughts before saying, "The last known for sure sighting we have is in front of the panther exhibit. It's the only clear smell we're likely to find… but there are some ground rules," her voice dropped, becoming more serious and in control as she approached the two animals, both of whom didn't dare not pay attention. "You two stick with us, and if we tell you to run you do it. Cat and I have done this a hundred times, we know how to handle ourselves. When we feel like we're getting close you guys fall back and stay behind us okay?"

"Okay," Nino answered, heart thumping unevenly now as Alya nodded in agreement.

Cat Noir stood, following Ladybug's wordless prompt to lock up so they could leave. The entire time Cat was locking the doors Nino watched him nervously, flinching when Ladybug spoke to him.

"It's gonna be fine Nino," she said softly, reaching down to pat his head. "We're going to do this as safe as possible."

"Mm," was all he replied. Alya seemed to notice this, and after a moment he was aware of a gentle, consistent purring. He could feel the vibration of it on his neck as back and admittedly it was pleasant, enough so to calm him down a little.

The group looked up as Cat Noir headed back, staff slung over his shoulders as he walked forward. "Are we off?" he asked, grinning at them all before swinging one foot in the direction of the panther exhibit.

* * *

"Anything Nino?" Ladybug asked quietly, as if afraid to disturb him as he paced quickly back and forth. The Shepard would stop suddenly, neck craning as its large black nose worked tirelessly, spurring the canine to turn again back track with a deeply focused expression.

The dog made a sort of noise, a low rumble of sound that made the cat on its back lean forward, one ear pricked.

"What is he mumbling?" Cat Noir asked from his place out of the way by Ladybug, watching the two animals as well as the perimeter.

Alya waited, listening again as Nino muttered, padding around the area. "He's saying names mostly." Nino stopped at the section just in front of the open gate of the panther cage. "Marinette," Alya relayed, the dog moving a little. "Then he said my name." Nino turned, heading father over and casting about. "Then he said… Adrien. Then his own name, but he said 'Person me.' I guess the smells are different between himself then and himself now." Nino seemed to linger on that pair of scents, but after a moment he unconsciously let a quiet whine slip out before heading away from it, sniffing again. He strode over to a planter, bending so far forward Alya had to shift to stay on.

"Max," Nino said loudly, speaking for himself as he lifted his head, tail wagging. "Max, Kim, panther, and a fourth smell. That's our guy."

"Nice work!" Cat Noir praised him, smothering a chuckle when Nino's tail wagged even harder. The canine was practically vibrating now, constantly shifting its weight. "Hold on buddy, wait just a sec," Cat warned him, holding up a claw hand and laughing aloud when he whined.

"Can you pick it out well enough to follow it?" Ladybug walked forward, crouching beside the two animals as Nino hopped a bit in place.

"Yes! I know where it goes, this way!" He pointed with his nose over the planter and towards the zoo entrance, one paw raised slightly like he was about to take off.

"Relax!" Alya placated, planting one paw between his ears and forcing his large eyes to look directly up as she leaned into view. "You can't just sprint away! We need to keep pace with the heroes."

"I'm going to," Nino grumbled impatiently. However his tail also drooped a bit and he looked frustrated. "I can't help it okay can we just go?"

Alya looked over one furry shoulder, making sure to get a nod from Ladybug and an eager thumbs up from Cat before saying, "Alright Nino, go get him!"

He barked once involuntarily before surging forward, Alya digging in her claws to stay put but he didn't complain. He vaulted the planter in one powerful bound, legs extended and driving him onward with new seemingly limitless energy. He vaguely heard Cat Noir and Ladybug shout in surprise from somewhere behind him but he didn't slow down, he trusted them to keep up as he tore through the distance between him and the akuma.

He followed the scent that lingered on the ground, taking a logical guess that it headed straight for the entrance to save time. He turned a hard corner, scrambling a bit to keep his balance but he kept at it, breathing deeply and analyzing things as he went. It was at the entrance that he stopped abruptly, Alya yowling in surprise as she was thrown over his head, twisting to land on four feet.

"Nino!" she chastised him, fur poofed out as she hissed in irritation. "Get a hold of yourself!"

"Busy," he muttered, shooting her a grin before bowing his head again, darting one direction then the next as he mumbled the picture he was getting. "Kim, he was here, at the entrance. He was here for a while, he didn't leave till recently but he smells different. He was here," he explained, jabbing at a particular spot as he kept sniffing. Alya took a deep breath, trying to think as the heroes landed next to them.

"Kim must have been hit," Alya explained to them. "Nino says he can smell Kim's scent here laying on the ground for a while, which means he must have been knocked out and changed."

"Changed…" Nino muttered, wandering a little farther towards the edge of the street, brow furrowed. He looked up at the heroes watching him, confused. "Not Kim."

"You just said-" Alya started, but Nino shook his head, eyes… concerned.

"No, I meant it before. There was Kim but- I-" he faltered, trying to explain. "Okay. The you smell and the me smell at the panther cage, that was our person smell, yeah?"

"Yes?" Alya said, not sounding incredibly sure of herself. The canine huffed, trying to find the right words.

"Person smell and animal smell is different, but with us and everyone from class it was mixed. It smells like Alya and cat, you I mean. Before it just smelled like Alya."

"When she was a person you mean," Cat contributed, trying to keep the gears moving and Nino looked grateful for the help.

"Yes. I smell Kim, person smell Kim. Then I smell Kim and something else, mixed together, right?" Nino pointed with his nose at the lip of the street he had been obsessing over. "But here? It's just something else. It's the animal smell, but by itself." He paused, looking wary. "No Kim."

"No Kim…" Ladybug echoed, looking at Cat Noir before saying quietly, "That's not good."

"Can you tell us more?" Cat Noir asked gently, kneeling down on one knee and gesturing to the space around them. "Was he alone when the smell changed?"

Nino looked around, ears lowering a bit. "I… can't tell. No? I can't tell times well, only places. But, the akuma smell and the panther smell, they are both strong here where Kim must have been sleeping. Like uh-"

"Like they waited?" Alya finished, Nino nodding.

"Yeah. I think they waited for Kim to wake up as an animal. Then whatever changed the smell happened, then the akuma left." He gestured into the deserted street. "That way."

"Did the animal smell that was originally mixed with Kim also go that direction?" Ladybug asked, gesturing for Cat Noir to move forward towards the dog. Nino looked nervous again, calming a little when Cat knelt next to him and laid a hand on his back.

"Uh…" Nino said slowly. "I… think-" He looked around, head lowering a bit. "I don't know. I think so but, I can't tell when. I don't-"

"Nicely done," Cat said quietly, Nino looked up at him surprised. Cat grinned, gesturing in the direction Nino had indicated. "Can we follow the akuma that way?"

"I don't think so," Nino answered, surprising them. "It fades, I think it goes up but the scent in the air is gone already."

"That must be when he flew off…" Ladybug theorized, remembering Alix's claim of the shapeshifting akuma.

"B-but!" Nino said, trying to still be helpful. "The panther didn't fly away. It walked, it doesn't change shape like the akuma does. They seemed to be in this together, if the panther followed after him we can follow it and let it lead us to the akuma! Right?"

Cat Noir blinked once before leaping to his feet. "Right! Well done! You can track the panther?"

"Yes!" Nino announced, padding in place and already ready to go. "The scent gets muddled with a bunch of other stuff but, I can follow it. There are a lot of animals up ahead, I can hear them too. They must be all over the city by now."

"It doesn't look like there are any people left in the streets," Alya spoke up, bounding towards Nino since they seemed about to leave again. "There are probably hundreds of animals around by now."

"If it's people who were changed they are either asleep or hiding," Ladybug said, striding forward to stare into the city. "We follow the panther until the akuma hits the ground again, then we follow that till it hits the source."

"And if the akuma gets impatient and goes for us first," Cat laughed, grinning as he put his hands on his hips, "then it just saves time."

"Alright team we have our plan," Ladybug announced, turning to watch as Alya climbed back into her seat on Nino, Alya looking eager and Nino looking mostly determined. The Shepard's stance was strong, focused on what he was being asked instead of his fear or hesitations. It was an incredibly single minded look that she had never seen on Nino before, the look more comparable to service dogs. It was a slight change that she noticed and filed away, looking away when Nino looked up at her. Probably nothing, but worth keeping track of.

"Let's get this guy," Cat Noir said happily, standing beside Nino before gesturing forward and declaring, "Lead the way!"

"Yes sir!"

Into the city charged a German Shepard, a fluffy red cat crouched on its back as two superheroes followed closely. Occasionally there would be a bark and a sudden change of direction, but the team stayed with him. Every individual tensed and ready for a fight.


End file.
